Inmarsat --- initial settlement under the offer to purchase its outstanding senior notes due 2017

LONDON, June 4, 2014 /PRNewswire/ -- Inmarsat Finance plc announces the initial settlement under the offer to purchase for cash any and all of its outstanding dollar-denominated 7.375% Senior Notes due 2017 in an aggregate principal amount of US$850,000,000 (the "Notes") under the terms of the offer to purchase dated May 20, 2014 (the "Offer to Purchase").  Holders of $412,051,000 in aggregate principal amount of the Notes, or 48.48%, validly tendered their Notes at or prior to the Early Tender Date (5:00 p.m., New York City time, on June 3, 2014). Credit Suisse Securities (USA) LLC acted as Dealer Manager in connection with the Offer. Capitalized terms used herein but not defined shall have the meanings ascribed to them in the Offer to Purchase.

The Company's obligation to complete the Offer by accepting for purchase, and paying for, the Notes validly tendered (and not validly withdrawn) was subject to and conditioned upon satisfaction of the Financing Condition and the General Conditions, each as defined in the Offer to Purchase. The Financing Condition was satisfied 4 June 2014 with the successful completion by the Company of its new issuance of 4.875% senior notes due 2022. Holders of the Notes that are validly tendered and not validly withdrawn after the Early Tender Date but before the Expiration Date (11:59 p.m., New York City time, on June 17, 2014) will receive the relevant Tender Offer Consideration (but no Early Tender Premium), plus accrued interest up to but not including the Final Settlement Date, which is expected to be June 18, 2014. Notes not tendered in the Offer will be redeemed on July 4, 2014 (with payment to occur on the next occurring Business Day, July 7, 2014) at the then applicable redemption price of 103.688% of the principal amount of the Notes (plus accrued and unpaid interest through the date of redemption) in accordance with the terms of the indenture governing the Notes. Holders should refer to the Offer to Purchase for the terms and conditions applicable to the Offer.

Title of Security

ISIN / Common Code /
CUSIP Number

Tender Offer
Consideration(1)(2)

Early Tender
Premium(2)

Total Tender
Consideration(1)(2)(3)

$850,000,000 7⅜%
Senior Notes due
2017

Regulation S Notes: Common
Code 046847865

 

ISIN Number USG47818AB85

 

Rule 144A Notes: Common
Code 046847784

 

ISIN Number US45763PAC05

 

CUSIP Number

 

45763PAC0

101.05%

3.00%

104.05%

(1) Does not include Accrued Interest.

(2) Percentage of principal amount of Notes paid for Notes validly tendered and accepted for purchase.

(3) Inclusive of Early Tender Premium.

LEGAL NOTICES

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Certain statements in this announcement constitute "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements involve risks, uncertainties and other factors that may cause our actual results, performance or achievements, or industry results, to be materially different from those projected in the forward-looking statements. These factors include: general economic and business conditions; changes in technology; timing or delay in signing, commencement, implementation and performance of programmes, or the delivery of products or services under them; structural change in the satellite industry; relationships with customers; competition; and ability to attract personnel. You are cautioned not to rely on these forward-looking statements, which speak only as of the date of this announcement. We undertake no obligation to update or revise any forward-looking statement to reflect any change in our expectations or any change in events, conditions or circumstances.

Offer Restrictions

United Kingdom

The communication of this announcement and any other documents or materials relating to the contents of this announcement are not being made and such documents and/or materials referred to herein have not been approved by an authorized person for the purposes of section 21 of the U.K. Financial Services and Markets Act 2000.  Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom, and are only for circulation to persons outside the United Kingdom or to persons within the United Kingdom falling within the definition of Investment Professionals (as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order")) or creditors of the Company within the meaning of Article 43(2) of the Order, or to other persons to whom it may lawfully be communicated in accordance with the Order (all such persons together being referred to as "relevant persons").  This announcement must not be acted on or relied on by persons who are not relevant persons.  The Offer to which this document relates is being made only to relevant persons and will be engaged in only with relevant persons.  Any person who is not a relevant person should not act or rely on this announcement or any of its content.  This announcement must not be distributed, published, reproduced or disclosed (in whole or in part) by recipients to any other person.

General

This announcement and any related documents do not constitute an offer to buy or the solicitation of an offer to sell securities in any circumstances in which such offer or solicitation is unlawful.

DISCLAIMER

This announcement must be read in conjunction with the Offer to Purchase.  This announcement and the Offer to Purchase contain important information which should be read carefully before any decision is made with respect to the contents of this announcement.  If any holder of Notes is in any doubt as to the action it should take or is unsure of the impact of the implementation of the Offer, it is recommended to seek its own financial and legal advice, including as to any tax consequences, immediately from its stockbroker, bank manager, solicitor, accountant or other independent financial or legal adviser.  Any individual or company whose Notes are held on its behalf by a broker, dealer, bank, custodian, trust company or other nominee or intermediary must contact such entity if it wishes to tender its notes in the Offer.  None of Inmarsat Finance plc, the Tender Agent, the Dealer Manager (in each case, as defined in the Offer to Purchase) or any trustee under the indenture makes any recommendation whether holders of Notes should tender its notes in the Offer.

Any deadlines set by any intermediary or clearing system will be earlier than the deadlines specified in the Offer to Purchase.

SOURCE Inmarsat Finance plc




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